TERMS OF SERVICE

Last Updated: December, 2020

The following terms and conditions (the “Terms of Service”) constitute a binding agreement between you and Grip App, LLC (“Grip Logic,” “we,” or “us”) with respect to your use of griplogic.com (the “Site”), or our mobile application (“Application”), and the services available on such platforms (collectively, the “Services”), including any Content (as defined in Section 2 below). BY ACCESSING OR USING THE SERVICES IN ANY MANNER (WHETHER AUTOMATED OR OTHERWISE), YOU (A) ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THESE TERMS OF SERVICE AND OUR PRIVACY POLICY [INSERT HYPERLINK], WHICH IS INCORPORATED HEREIN BY REFERENCE, AND (B) AFFIRM THAT YOU ARE AT LEAST 18 YEARS OF AGE (OR HAVE REACHED THE AGE OF MAJORITY IN THE JURISDICTION WHERE YOU RESIDE). IF YOU DO NOT AGREE TO THESE TERMS OF SERVICE OR OUR PRIVACY POLICY, DO NOT USE THE SERVICES.

THE DISPUTE RESOLUTION PROVISION IN THESE TERMS OF SERVICE INCLUDES A CLASS ACTION WAIVER, WHICH MEANS THAT YOU AGREE TO PROCEED WITH ANY DISPUTE INDIVIDUALLY AND NOT AS PART OF A CLASS ACTION, AS WELL AS AN ARBITRATION PROVISION, WHICH MEANS THAT YOU AGREE THAT CLAIMS YOU BRING AGAINST GRIP LOGIC WILL BE RESOLVED IN BINDING ARBITRATION. PLEASE SEE SECTION 20 FOR MORE INFORMATION.

  1. Changes to Terms of Service. Your use of the Services is governed by the Terms of Service effective as of the time of you first access or use the Services. We may revise and update these Terms of Service from time to time in our sole discretion. If we make a material change to these Terms of Service, we will notify you by posting a prominent notice on the Service, by email, or by another method prior to the effective date of the updated Terms of Service.You agree that your continued use of the Services after the effective date of the updated Terms of Service means that you accept and agree to the changes. The date these Terms of Service were last updated is set forth at the top of this page.

 

  1. Scope of and Restrictions on Use. Subject to these Terms of Service, Grip Logic grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to (a) access and use the Services for your personal use, including any graphics, text, instructions, images, audio files and/or other sounds, videos, and other materials you may view on, access through, or are otherwise related to the Services (collectively, the “Content”), and (b) download and install the Application on mobile devices owned or otherwise controlled by you (each, a “Mobile Device”). If you are a competitor of Grip Logic or have had your account closed by Grip Logic, you may not create an account or access or use the Services.

 

Except as otherwise provided in these Terms of Service, the Content may not be copied, downloaded, or stored in a retrieval system for any other purpose, nor may it be redistributed, reused, or modified for any purpose, without the express written permission of Grip Logic. You agree not to:

  • collect information from the Services using an automated software tool or manually on a mass basis;
  • use automated or programmatic means to access the Services, or gain unauthorized access to the Services or to any account or computer system connected to the Services (we do not permit web-scraping on the Services except for limited search engine usage as permitted in our robots.txt file);
  • obtain, or attempt to obtain, access to areas of the Services or our systems that are not intended for access by you;
  • “flood” the Services with requests or otherwise overburden, disrupt, or harm the Services or our systems (in our sole discretion);
  • send mass messages, including for commercial purposes;
  • restrict or inhibit other users from accessing or using the Services;
  • record or collect information about other users of the Services;
  • modify or delete any copyright, trademark, or other proprietary rights notices that appear on the Site or an Application or in the Content;
  • reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Services or any part thereof;
  • rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or any features or functionality of the Services to any third party for any reason, including by making the Services available on a network where it is capable of being accessed by more than one device at any time; or
  • access or use the Services or Content for any unlawful purpose or otherwise beyond the scope of the rights granted herein.

 

If you download the Application, you further agree not to:

  • copy the Application (except to install it on your Mobile Devices);
  • modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Application; or
  • remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Application.

 

  1. The Services (including the Content) are owned by Grip Logic and its licensors and are protected under copyright, trademark, and other applicable United States and international laws and treaties. Without limiting the foregoing, the trademarks, service marks, and logos displayed on the Site and/or any Application are registered and unregistered marks of Grip Logic and its licensors. The Application is licensed, not sold, to you. You acknowledge and agree that, as between you and Grip Logic, Grip Logic is and shall remain the sole owner of the Services and the Content, including, without limitation, all patents, copyrights, trademarks, trade secrets, and other intellectual property and proprietary rights therein and thereto.

 

  1. Account Registration and Security. Access to and use of certain Services may require you to register for an account. You agree to provide true, accurate, current, and complete information about yourself as prompted by the applicable registration or log-in form, and you are responsible for keeping such information up to date. You are responsible and liable for all activities conducted through your account, regardless of who conducts those activities. You may not share your account with anyone or allow anyone else to access or use your account. You are responsible for maintaining the confidentiality of your account information, including your username and password. You agree to immediately notify Grip Logic of any unauthorized use of your account, or any other breach of security. We are not liable for any loss or damage arising from your failure to protect your username or password.

 

  1. User Content.

 

  • User Content and Restrictions. The Services may enable users to submit, upload, post, share, display, or transmit to other users (hereinafter, “post”) ideas, information, materials, and other user-generated content (collectively, “User Content”) and interact with others through user comment areas, message boards, and similar user-to-user areas. You may not post any User Content that:
  • is unlawful, abusive, malicious, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy rights or right of publicity, or otherwise objectionable;
  • constitutes or promotes sexually explicit or pornographic material, violence, or discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
  • contains any material that could give rise to any civil or criminal liability under any applicable laws, rules, or regulations or that otherwise may be in conflict with these Terms of Service;
  • infringes upon, misappropriates, or otherwise violates any intellectual property rights or other rights of a third party;
  • encourages criminal conduct;
  • contains false, misleading, fraudulent, or deceptive claims or content;
  • gives the impression that it emanates from or is endorsed by Grip Logic or any other person or entity, if this is not the case; or
  • contains any virus, malware, spyware, or other harmful content or code.

 

  • Rights You Grant to Us. You hereby irrevocably grant to Grip Logic an irrevocable, perpetual, non-exclusive, transferable, sublicensable, royalty-free, worldwide right and license to use, reproduce, display, perform, distribute, and prepare derivative works of any User Content you post on or through the Services for any purpose and in all forms and all media, whether now known or that become known in the future, and you waive any and all claims that you may have now or may hereafter have in any jurisdiction to so-called “rental rights,” “moral rights,” and all rights of “droit moral” in that User Content, even if the User Content is altered or changed in a manner not agreeable to you. You also permit us to allow other to do the same in connection with their own websites and media platforms. This includes, for example, the ability for us, or the applicable business, to use your review, including in marketing materials. If you post User Content, you represent and warrant to Grip Logic that you own or control all rights in and to such User Content and have the right to grant the rights above to us.

 

  • Responsibility for Your User Content. You agree that you are solely responsible for your User Content, and you acknowledge and agree that Grip Logic is not responsible for, and does not endorse, any User Content.

 

  • No Obligation to Prescreen, Monitor or Use. Grip Logic does not have, and does not undertake, any obligation to prescreen, monitor, edit, or remove any User Content posted on or through the Services. However, Grip Logic retains the right (but not the obligation), in its sole discretion and for any reason, to prescreen, monitor, edit, remove, or move User Content posted on or through the Services. You acknowledge and agree that we are not obligated to post, keep, or use your User Content, nor are we obligated to enforce these Terms of Service against another user on your behalf. If you have any complaints regarding User Content, please contact us. All decisions to investigate or take further actions shall be at Grip Logic’s sole discretion.

 

  1. Payments. The Services may permit you to interact with, and make purchases from or reservations with, third-party businesses. Unless otherwise expressly stated by Grip Logic, any transactions or purchases with a third-party business will be fulfilled by that third-party business and may be subject to that third-party business’ own terms. You understand that Grip Logic may facilitate these transactions, and you authorize Grip Logic or its service providers to charge the payment method that you specify at the time of the charge.

 

  1. Feedback. While we appreciate your interest in the Services and our business, Grip Logic does not want and cannot accept any ideas or information users consider confidential and/or proprietary. This is to avoid the possibility of future misunderstandings when projects independently developed by or on behalf of Grip Logic might seem to others to be similar to users’ own creative ideas, suggestions, and/or materials. Except with respect to your personal information as expressly provided for in our Privacy Policy [INSERT HYPERLINK], all comments, suggestions, ideas, drawings, concepts, or other information or materials disclosed or offered to us by you via the Services or in response to solicitations on the Site or any Application shall be deemed to be non-confidential and non-proprietary, and you grant us an irrevocable, non-exclusive, royalty-free, perpetual, worldwide, assignable, sublicensable, transferable license to use, modify, prepare derivative works of, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Grip Logic and its users any claims and assertions of any moral rights contained in such Feedback.

 

  1. Electronic Communications. The communications between you and Grip Logic via the Services use electronic means. For contractual purposes, you consent to receive communications from us in electronic form, and you agree that all terms and conditions, agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You agree to keep your contact information up to date and to notify us immediately if the contact information that you have provided to us has changed. You also understand that our communications with you may be sent using an automatic telephone dialing system. Message and data rates may apply for any SMS messages or calls.

 

  1. Privacy Policy. You acknowledge and agree that all information collected by Grip Logic is subject to our Privacy Policy [INSERT HYPERLINK]. By using the Services, you consent to all actions we take with respect to your information in compliance with our Privacy Policy.

 

  1. Services Updates. Grip Logic may, from time to time in its sole discretion, develop and provide updates to the Services, which may include upgrades, bug fixes, patches and other error corrections and/or new features (collectively, “Updates”). Updates may also modify or delete in their entirety certain features and functionality of the Services. You agree that Grip Logic has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality of the Services. Based on your Mobile Device settings, when your Mobile Device is connected to the Internet, either (a) an Application will automatically download and install all available Updates, or (b) you may receive notice of or be prompted to download and install available Updates. You agree to promptly download and install all Updates and acknowledge and agree that the Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Application and will be subject to these Terms of Service.

 

  1. Change and Suspension.

 

  • Changes to the Services. Grip Logic reserves the right to make changes to, suspend, or discontinue (temporarily or permanently) the Services or any portion thereof (including any Content) at any time. You agree that Grip Logic will not be liable to you or to any third party for any such change, suspension, or discontinuance.

 

  • Suspension/Termination of Access. Grip Logic has the right to deny access to, and to suspend or terminate your access to, the Services or to any features or portions thereof, at any time and for any reason, including if you violate these Terms of Service. In the event that we suspend or terminate your access to the Services, you will continue to be bound by the Terms of Service that were in effect as of the date of your suspension or termination.

 

  1. Disclaimer; Limitation of Liability. PLEASE REVIEW THIS SECTION CAREFULLY, AS IT LIMITS GRIP LOGIC’S LIABILITY TO YOU.

 

  • Disclaimer of Warranties. THE SERVICES, THE APPLICATION, AND THE CONTENT ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, AND GRIP LOGIC HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. NEITHER GRIP LOGIC NOR ANY PERSON ASSOCIATED WITH GRIP LOGIC MAKES ANY REPRESENTATION OR WARRANTY WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES, THE APPLICATION, ANY CONTENT, OR YOUR DATA. WITHOUT LIMITING THE FOREGOING, NEITHER GRIP LOGIC NOR ANYONE ASSOCIATED WITH GRIP LOGIC REPRESENTS OR WARRANTS THAT THE SERVICES, THE APPLICATION OR THE CONTENT WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES, THE APPLICATION, CONTENT, OR THE SERVERS THAT MAKE THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES, THE APPLICATION OR THE CONTENT WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

 

ADDITIONALLY, GRIP LOGIC MAKES NO REPRESENTATIONS OR PROMISES REGARDING ANY THIRD PARTY, INCLUDING ANY BUSINESSES OR ADVERTISERS APPEARING ON THE SERVICES, OR THE CONTENT PROVIDED BY OTHER USERS OF THE SERVICES. YOUR PURCHASE OR USE OF ANY PRODUCTS OR SERVICES OF SUCH THIRD PARTIES IS AT YOUR SOLE RISK. GRIP LOGIC IS NOT RESPONSIBLE FOR THE ACTIONS TAKEN BY OTHER USERS ON THE SERVICES.

 

  • Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL GRIP LOGIC OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES, THE APPLICATION OR THE CONTENT, INCLUDING, BUT NOT LIMITED TO, REPUTATIONAL HARM, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE, OR LOSS OF DATA, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. IF, NOTWITHSTANDING THE PROVISIONS OF THIS SECTION 2, GRIP LOGIC IS FOUND LIABLE FOR ANY LOSS, DAMAGE, OR INJURY UNDER ANY LEGAL THEORY RELATING IN ANY WAY TO THE SUBJECT MATTER OF THESE TERMS OF SERVICE, IN NO EVENT WILL GRIP LOGIC’S AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTY EXCEED THE TOTAL AMOUNT OF FEES, IF ANY, PAID BY YOU TO GRIP LOGIC IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR U.S. $100.00, WHICHEVER IS GREATER. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF YOUR REMEDIES UNDER THESE TERMS OF SERVICE FAIL OF THEIR ESSENTIAL PURPOSE. USE OF THE SERVICES AND THE APPLICATION IS AT YOUR SOLE RISK.

 

  • Remedies. YOUR SOLE AND EXCLUSIVE RIGHT AND REMEDY IN CASE OF DISSATISFACTION WITH THE SERVICES, OR ANY OTHER COMPLAINT YOU MAY HAVE RELATED TO THE SERVICES, SHALL BE YOUR TERMINATION AND DISCONTINUATION OF ACCESS TO, OR USE OF THE SERVICE.

 

  • Exclusions. Some jurisdictions do not allow the exclusion or limitation of certain warranties or consequential damages, so some of the exclusions and/or limitations in this Section 11 may not apply to you.

 

  1. You agree to indemnify, defend, and hold Grip Logic and its officers, directors, employees, agents, licensors, and service providers harmless from and against any claims, liabilities, losses, damages, judgments, awards, costs, and expenses (including reasonable attorneys’ fees) arising out of or resulting from your use of the Services, Application, and/or any Content; any violation of these Terms of Service or applicable law; any products or services purchased or obtained by you in connection with the Services, or any products, services, or activities directed to other users of the Services; any infringement by you of the intellectual property rights of a third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any action subject to indemnification by you, and in such event you agree to cooperate with us in defending such action. We will take reasonable steps to notify you in the event of any such claim.

 

  1. Term and Termination.

 

  • Term; Termination. These Terms of Service will remain in effect until terminated by you or Grip Logic. You may terminate these Terms of Service at any time by ceasing to use the Services, deleting your copy of the Application, and notifying Grip Logic at the information set forth below. Grip Logic may terminate these Terms of Service, or suspend your account, for any reason without notice or liability of any kind.

 

  • Survival. All sections of these Terms of Service which by their nature should survive termination will survive, including Sections 3, 5, 6, 7, 11, 12, 13.2, and 19.

 

  1. Copyright Infringement. Grip Logic take claims of copyright infringement seriously. It is Grip Logic’s policy to disable and/or terminate the accounts of users who are repeat infringers. We will respond to notices of alleged copyright infringement that comply with applicable law. If you believe any Content accessible on the Site or an Application infringes your copyright, you may request removal of such Content (or access thereto) by submitting written notification to our copyright agent designated below. In accordance with the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act (17 U.S.C. § 512) (“DMCA”), your written notice of alleged copyright infringement must include substantially the following:
    • your physical or electronic signature;
    • identification of the copyrighted work you believe to have been infringed or, if the claim involves multiple works on the Site or an Application, a representative list of such works;
    • identification of the Content you believe to be infringing in a sufficiently precise manner to allow us to locate that Content;
    • adequate information by which we can contact you (including your name, postal address, telephone number and, if available, email address);
    • a statement that you have a good faith belief that use of the copyrighted material is not authorized by the copyright owner, its agent or the law;
    • a statement that the information in your written notice is accurate; and
    • a statement, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

 

Our designated agent to receive DMCA notices is:

 

Grip Logic DMCA Agent

[ADDRESS 1]

[ADDRESS 2]

[EMAIL ADDRESS: e.g., copyright@griplogic.com]

 

*NOTE: This contact information is for inquiries regarding potential copyright infringement only.

 

If you fail to comply with all of the requirements of Section 512(c)(3) of the DMCA, your DMCA notice may not be effective. Please be aware that if you knowingly materially misrepresent that Content on the Services is infringing your copyright, you may be held liable for damages (including costs and attorneys’ fees) under Section 512(f) of the DMCA.

 

  1. Third-Party Materials. The Services may display, include, or make available third-party content (including data, information, applications and other products services and/or materials) or provide links to third-party websites or services (collectively, “Third-Party Materials”). You acknowledge and agree that Grip Logic is not responsible for any Third-Party Materials, including their accuracy, completeness, timeliness, validity, legality, decency, quality, or any other aspect thereof. Grip Logic does not assume and will not have any liability to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them at entirely at your own risk and subject to such third parties’ terms and conditions.

 

  1. Third-Party Platforms. Grip Logic may provide the Services to you through third-party websites, operating systems, platforms, and portals, including social networking sites (collectively, “Third-Party Platforms”). Additional terms and conditions may apply to you with respect to your use of Third-Party Platforms, which are not under Grip Logic’s control. Grip Logic does not assume any responsibility or liability for your use of such Third-Party Platforms.

 

  1. Notice Regarding Apple. The following additional terms and conditions apply to use of the Application on an Apple, Inc. (“Apple”) iOS-powered Mobile Device. You and Grip Logic acknowledge that these Terms of Service are concluded between you and Grip Logic only, and not with Apple, and Apple is not responsible for the Application or the Content thereof. You agree that your license to use the Application is limited to the Apple iOS Mobile Device that you own or control and that your use of the Application shall be subject to the usage rules set forth in Apple’s then-current App Store Terms of Service. You and Grip Logic acknowledge that Apple shall have no obligation to provide maintenance and support services with respect to the Application. In the event of any failure of the Application to conform to any applicable warranty, you may contact Apple and Apple will refund the purchase price for the Application to you.  To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application, and Apple will not be responsible for any other claims, losses, liabilities, damages, costs or expenses attributable to any failure of the Application to conform to any applicable warranty.  Please note that we have disclaimed all warranties with respect to the Application – see Section 11.1 (Disclaimer of Warranties).  You and we acknowledge that Apple shall have no responsibility for addressing any claims by you or any third party relating to the Application or your possession and/or use of the Application, including, but not limited to: (a) product liability claims; (b) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy or similar legislation. If a third party claims that the Application or your possession and use of the Application infringes a third party’s intellectual property rights, Apple is not responsible for the investigation defense, settlement or discharge of any such intellectual property infringement claim. You represent and warrant that you are not located in a country that is subject to a United States government embargo, or that has been designated by the United States government as a “terrorist supporting” country, and that you are not listed on any United States government list of prohibited or restricted parties. Grip Logic’s contact information for any questions, complaints or claims with respect to the Application is set forth in Section 20 below. You agree to comply with all applicable third-party terms of agreement when using the Application. You and we acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of these Terms of Service.  Upon your acceptance of these Terms of Service, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms of Service against you as a third-party beneficiary thereof.

 

  1. Linking to the Site. You may link to the Site’s homepage, provided you do so in a way that is fair and legal and does not damage or take advantage of our reputation, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part where none exists. You must not establish a link from any website that is not owned by, or properly licensed to, you, nor may you establish a link in a manner that would otherwise violate these Terms of Service. The Site must not be framed on any other website, nor may you create a link to any part of the Site other than the homepage.  You agree to cooperate with us in causing any unauthorized framing or linking immediately to cease. We reserve the right to withdraw linking permission without notice.

 

  1. ARBITRATION AGREEMENT. PLEASE READ THIS SECTION CAREFULLY.  IT AFFECTS YOUR RIGHTS AND IMPACTS THE WAY THAT YOU AND WE BRING CLAIMS AGAINST EACH OTHER AND HOW THOSE CLAIMS ARE DECIDED.

 

  • Dispute Resolution. YOU AND WE AGREE THAT ANY DISPUTE OR CLAIM RELATING IN ANY WAY TO THE INTERPRETATION, APPLICABILITY, ENFORCEABILITY, OR FORMATION OF THESE TERMS OF USE OR YOUR USE OF THE APPLICATION, SERVICES AND/OR CONTENT WILL BE RESOLVED EXCLUSIVELY THROUGH FINAL AND BINDING ARBITRATION, RATHER THAN IN COURT. THIS AGREEMENT TO ARBITRATE IS INTENDED TO BE BROADLY INTERPRETED AND INCLUDES ANY DISPUTE, CLAIM, OR CONTROVERSY BETWEEN YOU AND GRIP LOGIC REGARDING ANY ASPECT OF YOUR RELATIONSHIP WITH US OR ANY CONDUCT OR FAILURE TO ACT ON OUR PART, INCLUDING CLAIMS BASED ON BREACH OF CONTRACT, TORT (FOR EXAMPLE, A NEGLIGENCE OR PRODUCT LIABILITY CLAIM), VIOLATION OF LAW OR ANY CLAIMS BASED ON ANY OTHER THEORY, AND INCLUDING THOSE BASED ON EVENTS THAT OCCURRED PRIOR TO THE DATE OF THIS AGREEMENT, WITH THE FOLLOWING EXCEPTIONS:

 

  • You may assert claims in your local small claims court if its rules permit it;
  • Any claim regarding the validity, protection or enforcement of a party’s intellectual property rights (such as its patent, copyright, trademark, trade secret, or moral rights, but not including its privacy or publicity rights) must be brought in court; and
  • In the event this agreement to arbitrate is for any reason held to be unenforceable, any dispute or claim against us (except for small-claims court actions) may be commenced only in a federal or state court located in Denver, Colorado, and we both irrevocably consent to the jurisdiction of and venue in those courts for such purposes. We both also irrevocably consent to the jurisdiction of and venue in those courts for purposes of any claim regarding the validity, protection or enforcement of a party’s intellectual property rights (excluding its privacy or publicity rights). You hereby irrevocably waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

 

  • Prohibition of Class Actions and Non-Individualized Relief. ANY ARBITRATION WILL BE CONDUCTED BY THE PARTIES IN THEIR INDIVIDUAL CAPACITIES ONLY AND NOT AS A CLASS ACTION OR OTHER REPRESENTATIVE ACTION. UNLESS BOTH YOU AND WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, CLASS, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). If this specific provision is found to be unenforceable, then all of Section 20, other than subsection 8, will be null and void and neither of us will be entitled to arbitrate our dispute.

 

  • Arbitration Rules. This agreement to arbitrate is governed by the Federal Arbitration Act, including its procedural provisions, in all respects. The arbitration will be administered by JAMS in accordance with the JAMS Streamlined Arbitration Rules and Procedures in effect on the date the arbitration is filed (the “JAMS Rules”), excluding any rule that would permit a class action, and will be governed by the JAMS Policy on Consumer Arbitrations Pursuant to Pre-Dispute Clauses Minimum Standards of Procedural Fairness (the “Consumer Standards”).  The JAMS Rules and further information regarding JAMS can be found at jamsadr.com.  Each party will have the right to use legal counsel in connection with arbitration at its own expense. The parties shall select a single neutral arbitrator in accordance with the JAMS Rules.  The arbitrator shall be empowered to grant whatever relief would be available in a court under law or in equity and must enforce the same limitations stated in this Agreement as a court would.  The arbitrator will issue an award decision in writing but will not provide an explanation for the award unless you or Grip Logic requests one.  The arbitrator’s award shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

 

  • Demand for Arbitration. A party who intends to seek arbitration (the “Claimant”) must first send a written notice of the dispute to the other by email (Grip Logic’s email is available at the end of these Terms) (the “Demand”).  The Demand must: (1) briefly explain the dispute; (2) provide the Claimant’s name and address, the address of the Claimant’s representative (if the Claimant has one); (3) specify the amount of money in dispute, if applicable; and (4) include a statement of what the Claimant wants.  We agree to use good faith efforts to resolve the Demand directly, but if we do not reach an agreement to do so within 30 days after the Demand is received, you or Grip Logic may commence an arbitration proceeding

 

  • Filing, Administration and Arbitrator Fees. Payment of all filing, administration and arbitrator fees will be governed by the JAMS Rules. Grip Logic will pay costs as required by the JAMS Rules and the Consumer Standards, but you are responsible for your legal counsel, travel and other out-of-pocket costs and expenses.  The arbitration shall remain confidential, and all documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.

 

  • Amendment to Arbitration Provisions. If Grip Logic makes a material change to the arbitration terms in this Section 20, you may reject any of those changes by notifying Grip Logic via the process set forth in Section 6 within 30 days of the change.

 

  • JURY TRIAL AND CLASS ACTION WAIVER. IF FOR ANY REASON A CLAIM PROCEEDS IN COURT RATHER THAN IN ARBITRATION, YOU AND GRIP LOGIC EACH UNCONDITIONALLY WAIVE ANY RIGHT TO A JURY TRIAL. THIS MEANS THAT ANY CLAIM WOULD BE DECIDED BY A JUDGE, NOT A JURY.  FURTHER, WITH RESPECT TO ANY CLAIM THAT PROCEEDS IN A COURT, YOU AND WE AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.

 

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  • Governing Law; Jurisdiction and Venue. These Terms of Service and any dispute or claim arising out of or related to these Terms of Service, their subject matter, or their formation (in each case, including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of Colorado, without regard to choice or conflicts of law principles. Further, you and Grip Logic agree to the jurisdiction of the District of Colorado to resolve any dispute, claim, or controversy that relates to or arises in connection with these Terms of Service (including non-contractual disputes or claims) and is not subject to mandatory arbitration under Section 20.

 

  • Assignment. Grip Logic may assign these Terms of Service, and any of its rights under the Terms of Service, in whole or in part, and Grip Logic may delegate any of its obligation under these Terms of Service. You may not assign these Terms of Service, in whole or in part, nor transfer or sub-license your rights under the Terms of Service, to any third party.

 

  • Waiver and Severability. Our failure to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent possible, and the remaining provisions of these Terms of Service will continue in full force and effect.

 

  • Entire Agreement. These Terms of Service, including our Privacy Policy [INSERT HYPERLINK], constitute the sole and entire agreement between you and Grip Logic with respect to the subject matter hereof, and supersede and replace all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.

 

  • Independent Contractors. You and Grip Logic are independent contractors, and nothing contained in these Terms of Service shall be construed to constitute a partnership, joint venture, or employment relationship between the parties.

 

  • Headings. All section headings are for convenience only and shall not affect the interpretation or construction of these Terms of Service.

 

  1. If you have any questions about the Services or these Terms of Service, please email us at support@griplogic.com.

 

  1. Notice to California Residents. If you are a California resident, in accordance with Cal. Civ. Code §1789.3, you may report complaints to the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by contacting them in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (800) 952-5210.